Notes to Accounts of Universal Office Automation Ltd.

Mar 31, 2024

h. Provisions, contingent liabilities and contingent assets

Provisions are recognized when present obligations as a result of a past event will probably lead to an
outflow of economic resources and amounts can be estimated reliably. Timing or amount of the outflow
may still be uncertain. A present obligation arises when there is a presence of a legal or constructive
commitment that has resulted from past events, for example, legal disputes or onerous contracts.
Provisions are not recognized for future operating losses.

Provisions are measured at the estimated expenditure required to settle the present obligation, based
on the most reliable evidence available at the reporting date, including the risks and uncertainties
associated with the present obligation. Provisions are discounted to their present values, where the time
value of money is material.

Any reimbursement that the Company can be virtually certain to collect from a third party with respect
to the obligation is recognized as a separate asset. However, this asset may not exceed the amount of
the related provision.

All provisions are reviewed at each reporting date and adjusted to reflect the current best estimate.

In those cases where the possible outflow of economic resources as a result of present obligations is
considered improbable or remote, no liability is recognized.

Contingent liability is disclosed for:

¦ Possible obligations which will be confirmed only by future events not wholly within the control of
the Company or

¦ Present obligations arising from past events where it is not probable that an outflow of resources
will be required to settle the obligation ora reliable estimate of the amount of the obligation cannot
be made.

Contingent assets are not recognized. However, when inflow of economic benefits is probable, related
asset is disclosed.

i. Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes) by the weighted average number of equity shares
outstanding during the period. The weighted average number of equity shares outstanding during the
period is adjusted for events including a bonus issue.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable
to equity shareholders and the weighted average number of shares outstanding during the period are
adjusted for the effects of all dilutive potential equity shares. Basic earnings per share are calculated by
dividing the net profit or loss for the period attributable to equity shareholders by the weighted average
number of equity shares outstanding during the period.

2.3 Material accounting judgements, estimates and assumptions

When preparing the financial statements management undertakes a number of judgments, estimates
and assumptions about recognition and measurement of assets, liabilities, income and expenses.

The actual results are likely to differ from the judgments, estimates and assumptions made by
management, and will seldom equal the estimated results.

Information about significant judgments, estimates and assumptions that have the most significant effect
on recognition and measurement of assets, liabilities, income and expenses are discussed below:

Significant judgements:

(i) Evaluation of indicators for impairment of assets

The evaluation of applicability of indicators of impairment of assets requires assessment of several
external and internal factors which could result in deterioration of recoverable amount of the assets.

(ii) Recognition of deferred tax assets

The extent to which deferred tax assets can be recognised is based on an assessment of the probability
of the future taxable income against which the deferred tax assets can be utilised.

(iii) Contingent liabilities

The Company is the subject of certain legal proceedings which are pending in various jurisdictions. Due
to the uncertainty inherent in such matters, it is difficult to predict the final outcome of such matters.
The cases and claims against the Company often raise difficult and complex factual and legal issues,
which are subject to many uncertainties, including but not limited to the facts and circumstances of
each particular case and claim, the jurisdiction and the differences in applicable law. In the normal
course of business management consults with legal counsel and certain other experts on matters
related to litigation and taxes. The Company accrues a liability when it is determined that an adverse
outcome is probable and the amount of the loss can be reasonably estimated.

Sources of estimation uncertainty

(i) Useful lives of Property, plant and equipment

The assessment of useful lives of property, plant and equipment requires judgment. Depreciation is
charged to the Statement of profit and loss based on these useful lives. This assessment requires
estimation of the period over which the Company will benefit from these assets.

Management reviews its estimate of the useful lives of depreciable/amortizable assets at each reporting
date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and
economic obsolescence that may change the utility of plant and equipment.

(ii) Recoverability of advances/receivables

At each balance sheet date, based on historical default rates observed over expected life, the
management assesses the expected credit loss on outstanding receivables and advances.

j) Recent accounting pronouncements

Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards
under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year
ended 31 March 2024, MCA has not notified any new standards or amendments to the existing
standards applicable to the Company.

* The claims against the company comprise:

For taxes and others to the extent ascertainable ? 79.49 lakhs (31 March 2023 : ? 79.49 lakhs)

For excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable ? 0.83 lakhs (31 March 2023 : ? 0 83
lakhs).

For customs duty and penalty to the extent quantified by the authorities ? 241.00 lakhs (31 March 2023 : ? 241.00 lakhs),

17 The financial statements of the Company for the year ended March 31, 2024 has been approved by the Board of Directors in its meeting held on May 30, 2024.

18 Fair value disclosures
i) Fair values hierarchy

Financial assets and financial liabilities measured at fair value in the statement of financial position are divided into three Levels of a fair value hierarchy The three
levels are defined based on the observability of significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments-

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable
market data rely as little as possible on entity specific estimates.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

ii) Risk Management

The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company''s board of directors has overall responsibility for the establishment and
oversight of the Company''s risk management framework This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and
the related impact in the financial statements.

A) Credit risk

Credit risk is the risk that a counterparty fails to discharge an obligation to the company, The company is exposed to this risk for various financial instruments, foi
example by granting loans and receivables to customers, placing deposits, etc. The company’s maximum exposure to credit risk is limited to the carrying amount of
following types of financial assets.

- cash and cash equivalents,

- loans & receivables carried at amortised cost, and

- deposits with banks

Credit risk management

The Company assesses and manages credit risk based on internal credit rating system, continuously monitoring defaults of customers and other counterparties, identified
either individually or by the company, and incorporates this information into its credit risk controls. Internal credit rating is performed for each class of financed
instruments with different characteristics. The Company assigns the following credit ratings to each class of financial assets based on the assumptions, inputs and factois
specific to the class of financial assets.

A: IjOW

B: Medium
C: High

C) Market Risk

a) Foreign currency risk

Foreign exchangp risk arises from recognised assets and liabilities denominated in a currency that is not the functional currency of the Company Lhe Company is nut
exposed to foreign exchange risk arising from foreign currency transactions.

b) Interest rate risk

(i) Liabilities

The Company has interest free borrowings from related parties, therefore Company has no exposure to interest rate risk,

(ii) Assets

The Company’s fixed deposits arc fixed rate deposits. They arc therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor
the future cash flows will fluctuate because of a change in market interest rates,

c) Price risk

Hie Company’s exposure to price risk arises from investments held and classified in the balance sheet either as fair value through profit or loss. To manage the price risk
arising from investments, the Company diversifies its portfolio of assets.

20 Capital management

''Hie Company’s capital management objectives arc

- to ensure the Company’s ability to continue as a going concern

- to provide an adequate return to shareholders

The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of balance sheet.

Management assesses the Company’s capital requirements in order to maintain an efficient overall financing structure while avoiding excessive leverage. Ihis takes into
account the subordination levels of the Company’s various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of
changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the
amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.

(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benaini property

(it) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules,

2017. No layers of companies has been established beyond the limit prescribed as per above said section / rules,

(iii) No bank or financial institution has declared the company as "Willful defaultcr".

(iv) No transaction has been made with the company struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1 956,

(v) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.

(vi) No funds have been advanced or loaned or invested (cither from borrowed funds or share premium or any other sources or kind of funds) by the Company to or m any
''other petson(s) or entity(ies), including foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend
or invest in party identifiedby or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the
understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(vii) There is no such income which has not been disclosed in the books of accounts. None of undisclosed income is surrendered or disclosed as income during the period
under Income fax Act, 1961,

Frit and on behalf of V Nagarajan & Co. For and on behalf of Board of Directors of

Chartered Accountants Universal Office Automation Limited

Firm Registration No. 004879N

SiSndccp Sharma Vipin Kumar Gupta Sunil Kumar Shrivastava

par,Director Managing Director

Membership No.-525361 (DIN : 08397846) (DIN: 00259961)

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Jun 30, 2015

1. Corporate information

Universal Office Automation Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange in India. The company's primary line of business had been selling of office automation products and their after-sales service.

2. Basis of preparation

The financial statements of the company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP).

The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 2013.

The financial statements have been prepared on an accrual basis and under the historical cost convention. Duty drawbacks and insurance claims are accounted for as and when admitted by the respective authorities. The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

3. SHARE CAPITAL

a. Terms/rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors if any, is subject to approval of the shareholders in ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of the equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders

b. Aggregate number of shares issued for consideration other than cash

(I) 49,64,529 (31 March, 2014 : 49,64,529) of Rs. 10/- each were allotted as fully paid up pursuant to a contract without payment being received in cash.

(ii) 47,23,614 (31 March, 2014 : 47,23,614) of Rs. 10/- each were allotted as fully paid up pursuant to the Scheme of Amalgamation between erstwhile Sandarbh Properties Private Limited and the Company.

4. RELATED PARTY DISCLOSURES

Name of related parties and related party relationship

Holding Company

HCL Corporation Private Limited

Other Group Companies

HCL Info systems Limited and its subsidiaries HCL Technologies Ltd. and its subsidiaries

Key Management Personnel

Mr. Kul Bhushan Rattan Mr. Sushil Kumar Jain Mr. P.S. Ravishankar Ms. Rita Gupta Mr. Suresh Chand Sharma Ms. Preeti Saxena

Related party transactions

The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial year:

5. CONTINGENT LIABILITIES Rs. /Lacs

2015 2014

Claims against company not acknowledged as debts* 325.84 377.33

*The claims against the company comprise:

For taxes and others to the extent ascertainable Rs. 84.01 lacs (previous year Rs. 85.44 lacs)

For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable Rs. 0.83 lacs (previous year Rs. 0.83 lacs).

For Customs Duty and penalty to the extent quantified by the authorities Rs. 241.00 lacs (previous year Rs. 290.96 lacs).

6. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra-ordinary General Meeting held on 2.9.95 and sanctioned by the Hon'ble High Court of Delhi by its order dated March 21, 1996, with effect from the "Appointed Date", April 1, 1995.

47,23,614 equity shares of Rs. 10/- each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/- each for every 1 equity share of Rs. 100/- each held in the Transferor company.

7. Pursuant to the approval of the shareholders in the Extra-ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs. 297.63 lacs was transferred to capital reserve.

8. There are no outstanding due to small-scale industrial undertakings as on 31st March 2015. There are no delayed payments to the suppliers covered under the 'Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

9. The company's accumulated losses as at 30th June, 2015 far exceed its paid up capital and reserves as at that date. The Company's business operation has also thinned down due to paucity of working capital. Since the Director's are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

10. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, company's accumulated losses has exceeded its entire net worth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

11. Previous year's figures have been regrouped/rearranged to conform to current year's presentation.

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Mar 31, 2014

1. Corporate information

Universal Office Automation Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay Stock Exchange Ltd. in India. The company's primary line of business had been selling of office automation products and their after- sales services.

2. Basis of preparation

The financial statements of the company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention.

Duty drawbacks and insurance claims are accounted for as and when admitted by the respective authorities.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

3. Terms/rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors if any, is subject to approval of the shareholders in ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of the equity shares will be entitled to receive remaining assets of the company , after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders

*HCL Corporation Private Limited was formerly known as Guddu Investments (Pondi) Private Limited

As per records of the company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares

*The Company is in the process of obtaining duplicate certificate in its name as the original certificate which was sent for endorsement, was lost in transit.

4. RELATED PARTY DISCLOSURES

Name of related parties and related party relationship

Holding Company HCL Corporation Private Limited

Other Group Companies HCL Infosystems Limited and its subsidiaries HCL Technologies Ltd. and its subsidiaries

Key Management Personnel Mr. Kul Bhushan Rattan

Mr. Sushil Kumar Jain Mr. P.S. Ravishankar Mr. Suresh Chand Sharma Ms. Preeti Saxena

Related party transactions

The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial year:

5. CONTINGENT LIABILITIES

Rs./Lacs

2014 2013

Claims against company not acknowledged as debts* 377.23 377.33

*The claims against the company comprise:

For taxes and others to the extent ascertainable Rs. 85.44 lacs (previous year Rs. 85.44 lacs)

For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable Rs.0.83 lacs (previous year Rs. 0.83 lacs).

For Customs Duty and penalty to the extent quantified by the authorities Rs. 290.96 lacs (previous year Rs. 290.96 lacs).

6. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra-ordinary General Meeting held on 2.9.95 and sanctioned by the Hon'ble High Court of Delhi by its order dated March 21, 1996, with effect from the "Appointed Date", April 1, 1995.

47,23,614 equity shares of Rs. 10/- each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/- each for every 1 equity share of Rs. 100/- each held in the Transferor company.

7. Pursuant to the approval of the shareholders in the Extra-ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs. 297.63 lacs was transferred to capital reserve.

8. There are no outstanding due to small-scale industrial undertakings as on 31st March 2014. There are no delayed payments to the suppliers covered under the 'Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

9. The company's accumulated losses as at 31st March, 2014 far exceed its paid up capital and reserves as at that date. The Company's business operation has also thinned down due to paucity of working capital. Since the Director's are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

10. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, company's accumulated losses has exceeded its entire net worth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

11. Previous year's figures have been regrouped/rearranged to conform to current year's presentation.

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Mar 31, 2013

1. Corporate information

Universal Office Automation Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay Stock Exchange Ltd. in India. The company''s primary line of business had been selling of office automation products and their after- sales services.

2. Basis of preparation

The financial statements of the company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention.

Duty drawbacks and insurance claims are accounted for as and when admitted by the respective authorities.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

3. CONTINGENT LIABILITIES

Rs. Lacs

2013 2012

Claims against company not acknowledged as debts* 377.23 379.33

*The claims against the company comprise:

For taxes and others to the extent ascertainable Rs. 85.44 lacs (previous year Rs. 252.31 lacs)

For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable Rs. 0.83 lacs (previous year Rs. 0.83 lacs).

For Customs Duty and penalty to the extent quantified by the authorities Rs. 290.96 lacs (previous year Rs. 290.96 lacs).

4. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra-ordinary General Meeting held on 2.9.95 and sanctioned by the Hon''ble High Court of Delhi by its order dated March 21, 1996, with effect from the ''Appointed Date'', April 1, 1995.

47,23,614 equity shares of Rs. 10/- each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/- each for every 1 equity share of Rs. 100/- each held in the Transferor company.

5. Pursuant to the approval of the shareholders in the Extra-ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs. 297.63 lacs was transferred to capital reserve.

6. There are no outstanding due to small-scale industrial undertakings as on 31st March 2013. There are no delayed payments to the suppliers covered under the ''Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

7. The company''s accumulated losses as at 31st March, 2013 far exceed its paid up capital and reserves as at that date. The Company''s business operation has also thinned down due to paucity of working capital. Since the Director''s are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

8. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, company''s accumulated losses has exceeded its entire net worth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

9. Previous year''s figures have been regrouped/rearranged to conform to current year''s presentation.

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Mar 31, 2012

1. Corporate information

Universal Office Automation Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange in India. The company's primary line of business had been selling of office automation products and their after sales, services.

2. Basis of preparation

The financial statements of the company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention.

Duty drawbacks and insurance claims are accounted for as and when admitted by the respective authorities.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year, except for the change in accounting policy explained below.

a. Tenn rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. Hie company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors if any, is subject to approval of the shareholders in ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of the equity shares will be entitled to receive remaining assets of the company , after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders

b. Aggregate number of shares issued for consideration other than cash

(i) 49,64,529 (31 March, 2011 : 49,64,529) of Rs. 10/ each were allotted as fully paid up pursuant to a contract without payment being received in cash.

(ii) 47,23,614 (31 March, 2011 : 47,23,614) of Rs. 10/ each were allotted as fully paid up pursuant to the Scheme of Amalgamation between erstwhile Sandarbh Properties Private Limited and the Company.

*HCL Corporation Private Limited was formerly known as Guddu Investments (Pondi) Private "Limited

As per records of the company, including its register of shareholders/members and other declarations received from shareholders

regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares

Margin Money deposits given as security

Margin money deposits with a carrying amount of Rs. 109.68 lacs (31 March 2011 : Rs. 109.87) are against various cases pending with customs, excise, sales tax and other legal authorities

3. CONTINGENT LIABILITIES

Lacs

2012 2011

Claims against company not acknowledged as debts* 379.33 544.10

*The claims against the company comprise:

For taxes and others to the extent ascertainable Rs. 87.54 lacs (previous year Rs. 252.31 lacs)

For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable t 0.83 lacs (previous year Rs. 0.83 lacs).

For Customs Duty and penalty to the extent quantified by the authorities Rs. 290.96 lacs (previous year ^ 290.96 lacs).

4. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra ordinary General Meeting held on 2.9.95 and sanctioned by the Hon'ble High Court of Delhi by its order dated March 21, 1996, with effect from the "Appointed Date", April 1, 1995.

47,23,614 equity shares of Rs. 10/ each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/ each for every 1 equity share of Rs. 100/ each held in the Transferor company.

5. Pursuant to the approval of the shareholders in the Extra ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs. 297.63 lacs was transferred to capital reserve.

6. There are no outstanding due to small scale industrial undertakings as on 31st March 2012. There are no delayed payments to the suppliers covered under the 'Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

7. The company's accumulated losses as at 31st March, 2012 far exceed its paid up capital and reserves as at that date. The Company's business operation has also thinned down due to paucity of working capital. Since the Director's are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

8. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, company's accumulated losses has exceeded its entire net worth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

9. Previous year's figures have been regrouped/rearranged to conform to current year's presentation.

10. Previous year figures

Till the year ended March 31, 2011, the company was using pre revised Schedule VI to the Companies Act, 1956, for preparation and presentation of its financial statements. During the year ended March 31, 2012, the revised Schedule VI notified under the Companies Act, 1956, has become applicable to the company. The company has reclassified previous year figures to conform to this year's classification. The adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it significantly impacts presentation and disclosures made in the financial statements, particularly presentation of balance sheet. The following is a summary of the effects that revised Schedule VI had on presentation of balance sheet of the company for the year ended March 31, 2011

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Mar 31, 2010

1. Contingent Liabilities.

Claims against the company not acknowledged as debts.

i) For taxes and others to the extent ascertainable Rs. 252.31 lacs (previous year Rs. 263.46 lacs)

ii) For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable Rs. 0.83 lacs (previous year Rs. 0.83 lacs).

iii) For Customs Duty and penalty to the extent quantified by the authorities Rs. 290.96 lacs (previous year Rs. 290.96 lacs).

2. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra-ordinary General Meeting held on 2.9.95 and sanctioned by the Honble High Court of Delhi by its order dated March 21, 1996, with effect from the "Appointed Date", April 1, 1995.

47,23,614 equity shares of Rs. 10/- each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/- each for every 1 equity share of Rs. 100/- each held in the Transferor company.

3. a) Land, Building, Plant & Machinery and Capital Work-in-Progress were revalued by a registered valuer as at 30th June, 1992 after considering depreciation upto that date on the governing principle of Current Replacement Cost and amount added on revaluation Rs 146.12 lacs. Revaluation reserve was adjusted against goodwill created in a prior year on amalgamation and against sale/ surrender of land and building.

b) Fixed assets other than book value of land and building were technically evaluated and on the basis of useful lives and obsolescence Rs. 632.46 lacs was devalued and charged to the profit and loss account for the year ended October 31, 1997.

4. Pursuant to the approval of the shareholders in the Extra-ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs 297.63 lacs was transferred to capital reserve.

5. Deferred tax assets as per Accounting Standard 22 has not been recognized and carried forward in view of absence of reasonable certainty about the sufficient future taxable income.

6. There are no outstanding due to small-scale industrial undertakings as on 31st March 2010. There are no delayed payments to the suppliers covered under the ‘Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

7. The companys accumulated losses as at 31st March, 2010 far exceed its paid up capital and reserves as at that date. The Companys business operation has also thinned down due to paucity of working capital. Since the Directors are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

8. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, companys accumulated losses has exceeded its entire networth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

9. Disclosure of related party transactions:-

A) Holding Company : HCL Corporation Ltd.

B) Other Group Companies : HCL Infosystems Ltd.

HCL Technologies Ltd. And its subsidiaries.

C) Key management personnel : Mr. P.S. Ravishankar

Mr. Kul Bhushan Rattan

Mr. Sushil Jain

Ms. Preeti Sax ena

10. Previous years figures have been regrouped/rearranged to conform to current years presentation.

11. Signature to the Schedules 1 to 14 forming part of the Balance Sheet and Profit and Loss Account.